Filing Details
- Accession Number:
- 0000950103-22-015147
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-09-01 18:35:50
- Reporting Period:
- 2022-08-30
- Accepted Time:
- 2022-09-01 18:35:50
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1841761 | Grove Collaborative Holdings Inc. | GROV | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1368872 | Ltd Holdings Corvina | Craigmuir Chambers Road Town Tortola D8 VG1110 | No | No | Yes | No | |
1368963 | Richard Sir Branson | Branson Villa Necker Beach Estate Necker Island D8 VG1150 | No | No | Yes | No | |
1402303 | Ltd Holdings Group Virgin | Craigmuir Chambers Road Town Tortola D8 VG1110 | No | No | Yes | No | |
1734533 | Ltd Investments Vieco | Craigmuir Chambers Road Town Tortola D8 VG1110 | No | No | Yes | No | |
1846226 | Virgin Group Acquisition Sponsor Ii Llc | C/O Virgin Group Acquisition Corp. Ii 65 Bleecker Street, 6Th Floor New York NY 10012 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2022-08-30 | 3,275,182 | $0.00 | 22,669,206 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Direct |
Footnotes
- On August 30, 2022, pursuant to the subscription agreement by and between Corvina Holdings Limited ("Corvina") and Grove Collaborative, Inc., a Delaware public benefit corporation ("Old Grove") dated March 31, 2022 ("Backstop Subscription Agreement"), the Issuer issued to Corvina 3,275,182 shares of the Issuer's Class A common stock, par value $0.0001 (the "Common Stock"). The Backstop Subscription Agreement provided, should the volume weighted average price of the Common Stock be less than $10.00 per share during the 10 trading days commencing on the first trading day after the Issuer's first quarterly earnings call for a fiscal quarter that ends following the closing of the business combination (the "Measurement Period VWAP"), that Corvina would be entitled to receive a number of shares of Common Stock equal to the lesser of (i) the product of (x) the sum of
- (1) the shares of Class B common stock of the Issuer issued to Corvina at the closing of the business combination pursuant to the Agreement and Plan of Merger (dated December 7, 2021, as amended and restated on March 31, 2022) as consideration for the shares of Old Grove common stock received by Corvina under the Backstop Subscription Agreement and (2) the shares of Old Grove common stock Corvina agreed to subscribe for and purchase under the Backstop Subscription Agreement (collectively, the "Post-Combination Backstop Shares") multiplied by (y) a fraction, (A) the numerator of which is $10.00 (as adjusted for any stock split, reverse stock split or similar adjustment following the closing of the business combination) minus the Measurement Period VWAP and (B) the denominator of which is the Measurement Period VWAP and (ii) the number of Post-Combination Backstop Shares outstanding as of immediately following the closing of the business combination.